Any of the following
events prior to the start date of the lease constitutes fundamental breach by Henan Xinyuan: default in pre-lease interest payment,
Minsheng's failure to receive the Aircraft on schedule caused by Henan Xinyuan, failure to confirm on Minsheng's notice of the
purchase payment of the Aircraft and failure to issue acceptance notice of the Aircraft prior to the lease start date.


 





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Any of the following
events constitute a material change: cease of operation, reduction in capital, spin-off, bankruptcy or severe worsening of Henan
Xinyuan's financial condition, reorganization, consolidation, issuance of guarantee or transfer of all or substantially all of
its assets that may affect its ability to fulfill the obligation under the Agreement, any seizure of the Aircraft or other events
that may affect the operation of the Aircraft which is not cured by Henan Xinyuan within 15 business days, any unfair sale, transfer
or lease of Henan Xinyuan's business or assets that is not conducted in the ordinary course of business, any fraud committed by
Henan Xinyuan during the term of this Agreement and other material events that may affect the performance of obligation under the
Agreement.